POLAND Law and Practice Contributed by: Karol Tatara, Paweł Kuglarz, Anna Czarnota and Mateusz Kaliński, Tatara & Partners Restructuring & Insolvency Law Firm
Legal Grounds for Opening Proceedings Legal grounds for opening restructuring proceedings are insolvency or the threat of insolvency. Insolvency is defined within the Bankruptcy Law as a situation where the debtor has lost the ability to satisfy their mature pecuniary liabilities. Another legal ground for insolvency (specified in the Bankruptcy Law) is over-indebtedness – a situation where an entity’s liabilities are greater than their assets and this has been the case for more than 24 months. Statistics In Poland, the statistics for insolvency and restructur - ing have risen significantly. In 2023, 408 companies were declared insolvent and 611 bankruptcy petitions were dismissed, mainly because of insufficient funds to conduct the proceed - ings. The number of restructuring proceedings was as follows: • 3,919 arrangement approval proceedings; • 158 arrangement proceedings accelerated; • 54 arrangement proceedings; and • 101 remedial proceedings. Most Popular Types of Proceedings In Poland, the most popular proceeding is arrange - ment approval proceedings (AAP), accounting for over 92% of all restructuring proceedings. This popularity is mainly because of the out-of-court nature of AAP. An AAP is opened based on the decision of the debt - or in co-operation with an arrangement supervisor, who should hold an insolvency practitioner’s licence (proclaiming they are qualified to supervise complex restructurings and insolvencies). The course of an AAP is described below: • agreement with the arrangement supervisor; • drawing up key documents; • setting the arrangement day; • submission and updating of the files in the National Debtors Register (KRZ);
• drawing up the list of receivable claims, the list of disputed claims and the initial restructuring plan (optional); • announcement in the National Debtors Register upon setting the arrangement day (four months of protection period) (optional); • collection of votes/holding of the creditors’ meet - ing; • filing an application for approval of the arrange - ment; • announcement in the National Debtors Register upon filing the application; • the court issues a decision regarding approval of the arrangement; • announcement in the National Debtors Register upon approval of the arrangement; and • the arrangement comes into force. Electronic Proceedings The National Debtors Register has operated in Poland since December 2021 and all kinds of proceedings have been conducted and carried out within the sys - tem – at least with regard to companies. Unfortunately, the Register is only available in Polish. It is currently being expanded to include other elements, with the aim of enhancing and facilitating the method of conducting proceedings. Future Developments Poland is ahead of important changes in the restruc - turing and insolvency framework. The EU Restructuring Directive (also known as the “Second Chance Directive”) has finally been imple - mented, but it is too early to assess transposed changes, as the Act only came into force in Septem - ber 2025. Issues that need to be addressed in this regard include automatic stay of enforcement, cross-class cram- down issues, as well as treating secured creditors. EU Proposal on insolvency law Moreover, in December 2022, the European Com - mission published the Proposal for a Directive of the European Parliament and of the Council harmonising certain aspects of insolvency law, opening discus -
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